Does Whatever A Spider Can
by Blues32
Summary: Guess who shows up in Jump City just in time for a bug related crime? Come on. Guess. Rated T for the naughty language. Multiple pairings.
1. Disclaimer

DISCLAIMER.

I do not own Teen Titans. If I did, there would be a season six. Teen Titans belong to DC Comics. I hold no claim over ANYTHING in this story that could provide money…because if I did, I wouldn't need to get up at four thirty in the morning. Another Marvel Crossover, this time starring my childhood favorite. The one, the only, Amazing Spider-man! I'll post two, then the other two after I get a review. By the way, for those who read the last story and are wondering about that style change…I gave it a try…and I couldn't understand a damn thing I just typed. So I decided to forget about it. This is how I type, take it or leave it. Thank you and enjoy!


	2. Chapter 1

**32 Productions Presents…**

A Teen Titan Fan Fiction The Teen Titans and Spider-man in… 

"**Does Whatever a Spider Can"**

**Chapter One**

**New York: Central Park**

Spider-man grabbed onto the tree branch as he fell past, flipping himself up and perching onto it. Above him, the Green Goblin flew through the sky on his bat-glider. Fighting the Green Goblin was never a walk in the park…wait…on second thought, this time it was. Well, it was in the park anyway. Now, however, things had gotten even worse. Well, this had turned out to be a hell of a night. He had gone out to get milk for Mary Jane when he spotted the Green Goblin flying through the sky. Changing into his costume, Spider-man swung after him. Now, the Green Goblin was no push over. Hell, he was one of the cities worst…and this was before he stole a teleporter device. …if he DID steal it. After all, he WAS Norman Osborn, head of Oscorp. He may have just took it from his own company. Spider-man fought with him as Goblin tried to get the device to work. Apparently he forgot the manual back at the lab (that's a joke, folks. Slipped right by you. Got to be quicker, son). Now he had to get back up to the maniac…not a hard thing to do when you've got spider-powers. Unfortunately, the glider was very maneuverable. Then the web head had an idea. Using his webbing, he formed a catapult and stretched it back. Flying through the air, he managed to come down right on the Goblin, delivering both a hearty right hook and a delightful one-liner.

Spider-man: Well, this is the oddest taxi I've ever seen.

The sudden additional weight knocked the glider off balance and it begun a nasty looking dive.

Goblin: You're getting on my last nerves, Parker!

Spider-man: You're breaking my heart, Gobby. If you're not going to say nice things, I'm just going to have to take your new toy away, young man.

Spider-man made a grab for the teleporter. Seeing this coming, the Green Goblin brought his elbow into the wallcrawler's jaw. There wasn't much room to dodge on that thing. The impact caused his hand to slip, hitting some of the buttons. The device beeped. Goblin gasped and stared at the thing.

Goblin: You fool! What have you done?

Spider-man: Kind of hoping you'd know…

Much to the Goblin's confusion, Spider-man disappeared. The glider crashed and the device was destroyed. Fortunately the glider was made of sturdier stuff and he was able to fly off. …he felt…rather odd. Tired…

::CUE THEME::

**Jump City: Roger's Jewelry Store**

Spider-man appeared in the air, startled and confused. Spider-senses warned him of his fall and he instinctively grabbed a streetlight on his way down, swinging on it before landing on his feet on the street below. Something was very wrong. For one thing, why weren't their cars on the street? Wasn't this New York? A little thing like nightfall shouldn't put a stop to traffic. Another thing was…he felt kind of weird. Dizzy… He leaned against the pole of the street light, shaking his head. Looking around, he noticed that Green Goblin was nowhere to be seen. Could the teleportation have separated them? Then he noticed something else. There was somebody inside the jewelry store…and judging from the costume, it wasn't the owner. He sprang up, sticking to the wall above the window, hoping he hadn't been spotted yet. The door opened and the masked figure stepped out. He must have disarmed the alarm somehow. Suddenly he dropped the bag of jewels and fired two things out of his palms at Spider-man. Rolling along the wall, Spider-man dodged the strange red projectiles (come on, you know who it is).

Red X: Sheesh. Every time you turn around, there's somebody else in a costume.

Spider-man: Maybe so, but I've got a union card. Now why don't you be a nice masked bandit and put those jewels back and let me web you up for the police, huh?

Red X tapped his chin in mock thought before shaking his head.

Red X: Nah. Got a reputation to protect, you know?

Spider-man: Have it your way, chief.

Spider-man pointed his hands down toward the guy and fired his webbing. Red X flipped back, firing more X's. Jumping down from the wall put Spider-man in just the right spot for wicked right hook…that is, if he was a normal guy. But somebody with spider-agility and spider sense wouldn't be taken so easily. He ducked down, placing one hand on the pavement, pushed himself upward so that his left foot would connect with Red X's face. Red X just barely moved out of the way. They continued to trade blows, neither one connecting. It was becoming apparent to Red X that his opponent wasn't going to tire before he did. Fortunately, he had an idea. He fired two more X-rangs. Spider-man dodged them like he did the others, causing them to strike and shatter the store window. This set off the alarm. Keeping Spider-man at bay with his projectiles, he waited five minutes before hitting the stealth button on his suit. Spider-man blinked.

Spider-man: Hey! No fair cutting out in the middle of the fight like that!

Red X: Sorry, but I don't want to be here when it goes down. See ya.

Spider-man tried to find him, but since Red X posed no danger, Spider-man's spider sense didn't go off at all. Sighing in defeat, he shrugged. At least the jewelry was safe. He'd just be a good Samaritan and put it back in the store…well, the bag anyway. Then he'd web the window shut. It should keep people out until the police arrived. As he started for the store with bag in hand, he realized something. …where the heck was Roger's Jewelry Store? He had never heard of it. He was about to ponder this some more when a funky looking car pulled up, two people…roughly teenagers from the looks of them flying behind it. Five more climbed out of the car. Suddenly it occurred to the web head that his current…situation didn't paint him in a positive light. Holding the bag of jewels as he was, facing away from the store…

Spider-man: Uh…seriously…it's not what it looks like.

Robin: Uh huh. So what are you doing with the jewels?

Spider-man: Putting them back.

Beast Boy: Gotta admit, dude. Never heard that one before.

Robin: Titans, GO!

Spider sense…going crazy! Spider-man was in for a fight. He ducked under the blue beam of Cyborg's sonic cannon, shooting two web lines out. They struck Cyborg's feet and he yanked on the lines, pulling his legs out from under him. The beam gone, Spider-man leapt up onto a streetlight and hung the dangling Cyborg from them.

Cyborg: Hey! Lemme down!

Spider-man: So you can pound me? Fat chance, pal. Look, I'm trying to explain that…YOW!

A green cougar pounced on him, knocking him over. Spider-man kept the claws away from him.

Spider-man: PHEW! Kitty needs a breath mint.

Planting his feet on the cougar's underside, Spider-man flipped Beast Boy off him. He landed on his feet and shifted into a goat. Baaing, he charged. Spider-man was about to move when he realized his feet had been encased in the pavement.

Terra: He's all yours, Gar!

Spider-man: What do I look like, a troll?

Grabbing his horns, Spider-man brought Beast Boy to a dead halt.

Spider-man: Not today Billy Goat Gruff. Here, why don't you go play with your friends?

With a toss, Spider-man sent the goat into Terra, bowling her over. Startled, her grip on the pavement loosened and Spider-man was set free. A quick dousing of webbing kept Terra and Beast Boy from getting back up. Robin clenched his fists. This guy was making a big joke out of them. He turned toward Cyborg.

Robin: Come on, man! Snap those things and get back down here!

Cyborg: Hey, they're stronger then they look, okay?

Spider-man: Not a chance. Now that it's hardened, it's almost impossible to…

Starfire flew over and grabbed the webbing. With a shout, she pulled, snapping them.

Spider-man: …break. Hoo boy. Can we revisit the fact that I DIDN'T STEAL ANYTHING!

Raven: _Azarath Mentrion Zinthos…_

Not the response he was expecting. Then again, he wasn't expecting to be dodging assorted garbage from an alley. Garbage cans, boxes, crates, and other such rubble flew at Spider-man. Nimble as can be, he dodged each one, much to Raven's surprise and annoyance. Well, if one trick didn't work, there's always another.

Raven: _Azarath Mentrion Zin…MMPH!_

The "MMPH" came from the small spot of webbing that hit her mouth. She tugged at it, but it wouldn't come off. She grumbled and sat down. What was the point now?

Spider-man: Can I just explain for one minute wha…HEY!

Spider-man found himself wrestling a shadow. It slithered and slipped from his grasp as he tried to get away.

Shade: Damn, he noticed too soon! I can't get a good grip on him! Somebody get him already!

Spider-man shot out a webline, attaching to the top of a building. He yanked himself out of the shadow's clutches before the Titans could get to him.

Shade: Son of a bitch…

Robin: Don't let him get away!

Raven watched her friends run off, annoyed that nobody stopped to free her mouth. She was about to follow when something caught her eye. Flying up, she pulled the object out of the wall. It was a X-rang. Her eyes widening with realization, Raven flew off after her friends.

Terra: HEY! What about us?!

Beast Boy: My leg is falling asleep…

**Rooftops**

Spider-man stopped in mid-swing, dangling. Suddenly it became very apparent to the wallcrawler the he wasn't in New York City anymore. New superheroes aside, he knew they weren't constructing a giant "T" anytime soon. Furthermore, he couldn't see a single familiar building. Spider sense knocked him out of his surprised state as Shade came at him on a shadow platform. Tackling him, Shade tried to hold Spider-man until somebody stronger came along. Spider-man shot a thing of webbing onto Shade's sunglasses, sticking them to his face and blinding him. He COULD pummel the boy…but they were just trying to be heroes. He was in the wrong place at the wrong time, nothing more.

Shade: ARGH! Son of a god damn…

Spider-man: You kiss your mother with that mouth?

Shade: She'd sooner drown me in a river…

Spider-man jumped off the platform as Shade tried to cut the webbing with his claw like nails. Starfire clotheslined him, knocking the air out of him.

Starfire: I know not who you are, but I will not allow you to escape!

Spider-man: (cough) Aren't you cold? It's winter for crying out loud…

Spider-man struggled with Starfire, but she was stronger then he was by quite a bit. Robin and Cyborg watched from below.

Robin: Looks like it won't be long now…

Cyborg: Damn, man…I wanted another shot at him.

Raven landed next to them, making all sorts of muffled noises.

Robin: Relax, Raven. Starfire's got it.

Raven smacked herself in the forehead and held up the X-rang. Robin took it, surprised.

Robin: Where'd you find this?

Raven pointed back where she had come from, then back up at Spider-man and Starfire, making more noises.

Cyborg: So Red X is working with this guy?

Robin: Not Red X's style…which means…oh damn.

Starfire brought Spider-man down, pinning him against the street.

Spider-man: Now this is a compromising position…

Robin: Starfire, stop!

Starfire: Pardon?

Robin sighed. He hated being wrong. Oh how he hated it.

Robin: …this guy didn't rob the store. Red X did.

Spider-man: Told ya.

Starfire stood up, helping Spider-man to his feet.

Starfire: My apologies…I had jumped to conclusions.

Cyborg: We all did.

Spider-man: Meh, happens all the time.

Shade and Raven approached, Shade having been informed of the revelation through Raven's mind link with him.

Shade: Yeah, cheers all around. Now can you get this stuff off?!

Raven nodded in agreement, muffled words coming out.

Spider-man: Yeah…you can't take it off. It'll decay on its own…in a couple of hours.

Shade: A COUPLE OF HOURS?! Why you…!

Shade promptly smacked into a wall in his attempts to reach Spider-man.

Shade: Son of a bitch!

Spider-man: Hey, who attacked who? You're lucky I didn't just clobber you.

Robin: So who are you anyway?

Spider-man: I'm the Amazing SPIDER-MAN!

Raven rolled her eyes and said something muffled. Shade sat up.

Shade: Raven comments on your lack of modesty.

Spider-man: Would you rather I said "Spectacular"? This might sound a bit weird…but…where are we? …this doesn't look like New York.

The Titans looked at each other, confused.

Cyborg: New York is all the way on the other side of the country, man.

Spider-man: Well, that's just great. How am I supposed to get back to New York? I left my wallet and passport in my other costume.

Starfire: I have it! We shall provide you with the lift!

There was silence for a moment as Spider-man stared at her.

Spider-man: Provide me with the lift?

Shade: She's an alien. She knows the English language, it's forming the sentences that causes problems.

Spider-man: …sure, I can go along with that. Well, alright. Guess I'll take you up on that offer. Going to take a wild swing at it…but you guys live in that huge "T" over there, don't you?

Cyborg: Let's go back and pick up BB and Terra before they get pissed. We can do introductions later.

**Titan Tower: Bathroom**

After they arrived at the tower, Spider-man asked where the restrooms were. Actually, he called it the "Little Spider's Room" but, that's beside the point. He didn't need to go, he just couldn't shake the feeling that something was wrong with him. He pulled his mask off and was stunned. Looking back at him was a teenager. Somehow that thing the Goblin used turned him into a teenager! But how? It made no sense at all. Sighing, he pulled his mask back on. He couldn't go back home now. Mary Jane would have a fit if she found herself married to somebody who was too young to even drink. Well, this really made things complicated. He wandered back to the main room where the Titans were waiting.

Spider-man: …okay…having a slight problem here.

Beast Boy and Terra glared at him from their spot on the floor, still stuck together.

Beast Boy: YOU'RE having a problem?!

Terra: What do we do if one of US has to use the bathroom, Sherlock?

Spider-man: Your problem will be gone in an hour or so. I've been turned into a teenager by whatever brought me to…where am I again?

Robin: Jump City.

Spider-man: Okay, Jump City. I don't know how, but I've got to fix it. I've got a wife at home and she's not going to be happy being married to…I dunno, a sixteen year old. Wild guess, can't be sure.

Cyborg: I could run some tests on him…find out what's wrong with him.

Starfire: But we have not yet properly introduced ourselves…

Starfire flew up to Spider-man, hands clasped.

Starfire: I am Starfire, it is most delightful to meet you.

Spider-man: Uh…yeah. Right back at you.

Starfire: The masked one is our leader, Robin. Next to him stands Cyborg, who handles our technology.

Spider-man was pretty impressed by the technology Cyborg was made from, but he said nothing about it. Science geek he may be, he figured Cyborg might be a bit sensitive on the subject.

Starfire: Bound together in your webbing is Beast Boy and Terra.

Beast Boy: My nose itches and I can't reach it!

Starfire: The blinded one is Shade and the pale one is Raven.

Raven tapped her fingers on the arm of the couch. Her eyes darted over toward Shade. He sighed.

Shade: She says "it's a pleasure" in an extremely dull and sarcastic fashion.

Spider-man: You got all that from a glance?

Starfire: They share a mental link. Raven can transmit her thoughts to him at will.

Spider-man: Must be awkward.

Shade: I can block her if I want to.

Raven threw her shoe at his head. He yelped and rubbed the spot it hit. Holding out her hand, it returned to her.

Shade: I'm not telling him everything! Come on, don't be like that just because he gummed up your mouth.

Spider-man: What was that about?

Starfire: Oh, this is quite common for them. Their relationship is…curious.

Terra: In other words, she's a bitch and he takes it because he has no spine.

Shade: If I knew where you were, woman…

Terra laughed as Raven and Shade fumed.

**Killer Moth's Basement**

Killer Moth leaned back in his chair until it was balancing on two legs, putting two feet up on his desk. Okay…so the "transforming people into insect minions" plan didn't work out the way he wanted. It was all the Titans fault. Then again, when WASN'T it the Titan's fault? Stupid kids. He liked it better when Batman beat him. It sounded better when you had to explain why your plan failed to somebody. So what should his next plan be? Perhaps a hypnotic substance created from insect pheromones in the water supply? Or maybe a device to mutate all insects in the city into giant monsters that will follow his bidding? Yeah, that was a good one…but how the hell would he do that? Man this villain stuff was hard sometimes. His half hearted plotting was cut off as the basement entrance opened.

Kitten: DADDY!

Startled, Killer Moth toppled backwards. Groaning, he stood up as Kitten stomped down the stairs.

Moth: What is it, cupcake?

Kitten: Daddy, Fang got arrested again!

Another groan came from Killer Moth's insect-like mandibles. What did she SEE in that boy? Being a mutated freak was one thing, but he had a giant SPIDER for a head! Not to mention that spiders and moths weren't great pals either. Furthermore, the kid kept getting caught. Annoyance…that's all he was.

Moth: Well, what do you want me to do about it? Send more bugs to break him out again?

Kitten: No! I want you to give ME super powers so I can break him out!

Killer Moth's mandibles hung open. That was the last request he expected her to make. Not that it was a bad one, nor was it one he hadn't considered before. But who wants to send their little girl out into danger, right?

Moth: Uh…what did you have in mind?

Kitten: I want to be strong! Fast! Powerful enough to take down even ROBBIE-POO!

Moth: …why do you still call him that?

Kitten: What?

Moth: I mean, he dumped you. Why still call him a pet name?

Kitten opened her mouth to respond but trailed off. She closed it, a thoughtful expression on her face. Shaking her head, she waved her hand dismissively.

Kitten: That's not important!

She grabbed her father by the antenna. This caused pain and a loss of balance.

Kitten: GIVE ME SUPER POWERS!

Moth: 'kay…

**END PART ONE**


	3. Chapter 2

**32 Productions Presents…**

A Teen Titan Fan Fiction The Teen Titans and Spider-man in… 

"**Does Whatever a Spider Can"**

**Chapter Two**

**Titan Tower: Med-lab**

Spider-man was in awe. The equipment here was amazing. Not on par with the stuff in the Baxter Building…or was that the Freedom Four Plaza? It was something like that…but it was impressive. Cyborg was messing with the equipment while Raven prepped a needle to take a blood sample. Suddenly she grabbed the webbing on her face and pulled. She even employed her powers. After a struggle it finally crumbled.

Raven: At last! I felt it starting to crumble. Ugh. Tastes terrible…

Spider-man: I'll have to remember to make it cherry flavored next time.

Raven grumbled, not finding it amusing in the least. Well, she had a way to even the score. She picked up the needle and rolled Spidey's sleeve back. Swabbing the spot with an alcohol soaked piece of cotton, she prepared the needle. Time to patronize.

Raven: Little prick.

Spider-man: No pleasing some women.

Raven: Wh…? …oh you pervert.

Spider-man: Who's the pervert? The one who comes up with the joke, or the one who gets it?

Raven: The pervert is the one who thinks it up. I get it because I'm living with four teenage boys.

Spider-man: …got me there.

Raven jammed the needle into his arm, making him yelp.

Raven: Was that too rough for you, big boy?

Spider-man: And you call me a pervert…

Raven shrugged and drew the blood from his veins, handing it over to Cyborg. Raven walked back over to where Spider-man was and leaned against the wall. Spider-man found the silence uncomfortable and began talking, as he usually did.

Spider-man: So…why so pale? You bathe in white out?

Raven: It's result of my genetics, genius. You've got spinnerets in your arms and you judge me for being pale?

Spider-man shook his head and waved his finger.

Spider-man: Ah, ah, ah. Webshooter devices on my wrists…which reminds me…you guys got a chemistry set around here? I need to mix up some webbing before I run dry. I used a lot on you guys.

Raven: …ask Robin. He's constantly making gas bombs and such.

Cyborg: I'm not getting much from your blood sample…other then what I'm guessing is from your powers.

Spider-man: Yep. I've got radioactive blood.

Raven: How exactly did you get to Jump City?

Spider-man: Well, I was fighting the Green Goblin…

The blank looks on their faces told him that they had no idea who the Green Goblin was.

Spider-man: Dressed like a green goblin in purple clothes? Flies on a bat glider? Throws pumpkin bombs?

Cyborg: Never heard of him.

Raven: …

Spider-man: He's one of my regulars. Anyway, he had stolen some teleporting doohickey and I was trying to stop him. During the fight I hit some buttons on the thing and "ZAPPO" here I am.

Raven: …zappo?

Spider-man: That's how it sounded to me. You know the rest from there. I saw the guy trying to steal the jewels and I fought him.

Cyborg: Hmm…maybe if we run a scan on you, we can pick up any energy signatures.

**Main Room**

After tugging and pulling, Starfire managed to rip the webbing off of Terra and Beast Boy. Terra rolled over and scratched Beast Boy's nose. His leg thumped on the floor, making her giggle. He shifted into a puppy and Terra sat up, scratching his stomach. Starfire joined her, much to Beast Boy's delight. Shade snorted from his spot from the couch, having finally removed the sunglasses…by breaking them. He had twenty more anyway.

Shade: Have some dignity.

Beast Boy shifted back and sat up, scowling. Terra sighed and rolled her eyes, knowing what was coming. This always happened. Starfire shrugged and left, deciding to see what her new friend was up to.

Beast Boy: Hey! I'm just having fun with my girlfriend!

Shade: You're degrading yourself.

Beast Boy: You're one to talk. You let Raven smack you around and tell you what to do…

Shade shrugged.

Shade: That's different.

Beast Boy: How?

Shade: She's degrading me. I'm not doing it to myself.

Terra: But you let her to it. Why not lay down some ground rules? I mean, she's got to respect you too, you know.

Growling, Shade clenched his fists. They were double teaming him now. Just what he needed. Ground rules…like she'd accept them. It wasn't her fault. She had demonic blood in her veins. Violence was in her nature. If she had to smack him a little to control herself around others, so be it. While her powers no longer went wild with her emotions, self-control was still an issue. If Raven became too angry, she'd shift into rage mode and attack what angered her. Too afraid and she shift into timid mode and run away. Too happy…well, that would never happen. Raven was too depressing. Besides…Raven provided him with something he never really had before. She was an anchor that kept him from drifting into the darkness in his own mind. Only she knew of his problem. Starfire had a vague idea and Robin probably suspected it, but Raven he actually told the whole thing to. Shade's power came at a price. It affected his mind and body. He controlled it well, but little by little he had been losing himself. Raven's affections helped hold him in the light. If she broke up with him…it would be like being in a whirlpool. As such he didn't like anything getting between them. Jericho was an extremely nice sort, and as such seemed to be somewhat flirtatious with the ladies. He wasn't though. Giving flowers, holding open doors, that was just how he was. Shade, however, mistook his actions as flirting…so he punched the blonde in the jaw. Raven was furious with him, both for hurting the poor boy and for assuming that she would think of betraying him over a daisy. …she liked black roses better. There was Raven being upset, and then there was furious. When she was furious, she didn't shift to rage mode…no, she would verbally rip him a new one for about five minutes before storming off and refusing to talk to him for as long as she was still mad. This could be anywhere up to a few hours to three weeks (longest to date).

Shade: I LIKE my relationship with Raven. Butt out.

Beast Boy: …I knew it. He's one of THOSE types.

Shade: What types?

Terra and Beast Boy exchanged glances.

Terra: Yep. Definitely one of THOSE types.

Shade: (annoyed) WHAT types?

The two bit back snickers. This would go on for a while.

**Laboratory**

Spider-man sighed, his mask lifted over to his nose. Robin tried to tune the conversation out. It was rude to listen in on somebody over the phone, after all. Spider-man had suddenly asked for a phone. Bruce had gotten him a cell phone for his birthday a while back, so he lent it to the wallcrawler.

Spider-man: They're working on it now, honey. Yeah, I know. I said the same thing. Yeah, I've never heard of them either. It'll be fine, trust me. They'll figure it out, fix the problem, and I'll be home in no time. Uh...um…just tell them I'm visiting a sick friend. That usually works. I'll be fine. Yeah, I will. …

Spider-man's voice dropped to a whisper.

Spider-man: (whisper) I love you too. (normal) Well, he's standing right there. It's embarrassing. Hello? Honey? …great…I'm in trouble.

Spider-man hung up the phone, sighing.

Robin: How'd she take it?

Spider-man: Pretty good, really. She's kind of used to it.

Robin: She a superhero?

Spider-man thought for a brief second. There was a joke in this somewhere. Nobody likes to leave opportunity getting all pissed off because it knows you're home and you're not answering the door.

Spider-man: Actually she's sort of a super villain. Once a month, she becomes all powerful and I can't hope to defeat her.

Robin stared at him for a minute, eyebrow raised. Spider-man sighed.

Spider-man: It's a joke. Man, I must be out of touch with the kids…

Robin: We're about the same age now.

Spider-man: …then…I'm out of touch…with myself…wow, that's a headache waiting to happen. So, what have you got here?

Robin went to the computer and pulled up the inventory window. Spider-man started going through it. It was a fairly long list.

Robin: That's everything since last count. Will this work?

Spider-man: I made my first batch of webbing in my room. With this stuff, I could make all sorts of webbing.

Robin: Actually, I'm curious as to how it's made.

Spider-man: Sorry, trade secret. I tell you, you tell somebody else, next thing I know, it's being sold on infomercials at one in the morning with a bamboo steamer.

Robin: …you remind me of Deadpool.

Spider-man almost dropped the chemicals he was holding. He whirled around, sticking his finger in Robin's face.

Spider-man: Hey, hey, hey! I was here first! Deadpool copied ME. …well, not the killing part. That he took from the Punisher. …and the healing thing was Wolverine…

Robin: You realize I have NO idea who you're talking about, right?

Spider-man: Really? Wow, you need to get out more.

**Killer Moth's Lab**

Kitten huffed, crossing her arms and drumming her fingers impatiently against them. When she said she wanted super powers, she meant she wanted them right then, not in a decade. Obviously this was a bit of an exaggeration, but Kitten was used to getting what she wanted WHEN she wanted it, not later.

Kitten: DADDY! What's taking so long?!

Her father jumped at the sudden screech, almost dropping the chemicals he was working with (seriously, I don't remember Killer Moth having any scientific ability. All he invented was a cocoon gun, right? Didn't he have to sell his stinking soul to get power?) He let out a sigh of relief when they didn't explode.

Moth: Honey, Daddy is working as fast as he can…

Kitten: Well work FASTER!

Briefly, he wondered if he could deadened her vocal cords with the formula he was making. …nah. He was trying to create super powers, not help the world. After another fifteen minutes he was finished. Kitten snatched the vial from him.

Kitten: It's about time! …so…what, I just drink it?

He snatched it back, grumbling.

Moth: I'm afraid it's more complicated then that.

Kitten gulped as her mutated bug thing father pulled out a hypodermic needle.

Kitten: Daaaaddddyyyy! I hate needles!

Moth: It's this or no super powers, Kitten.

Kitten grumbled and stuck out her arm, covering her eyes with her other hand.

Kitten: …OW!

She rubbed the spot she had been injected in, grumbling some more. …there's a lot of grumbling going on in this household today. She looked at her hands.

Kitten: …I don't feel anything…

Moth: That's because you haven't been blasted yet.

Kitten: Say what?!

Before she could react, Killer Moth shot her with a large ray gun. The beam was useless on its own, but if there was something…say the extracted DNA from multiple insects in the target, the DNA would be blended. Kitten felt her body charging with power. Her muscles tightened and she grew half a foot in height. When the beam stopped, she stood there, in awe at the energy she felt coursing inside her. Her reaction was similar to any spoiled child. She grabbed her father in a big hug.

Kitten: I even LOOK more powerful! Thank you, Daddy!

Moth: Exoskeleton…being…crushed…

She ignored her father, dropping him as she whirled around and snapped her fingers.

Kitten: I need a costume…

Moth: Don't you want to test out your other powers first?

Kitten: …what other powers?

Killer Moth gave her the list. She now had the proportionate strength of an ant (which is pretty damn strong), the jumping ability of a giant flea (which is pretty damn high), her nails could act like a wasps stingers (which means her scratches hurt and can cause death if she digs them in for long enough), her fingers and feet could stick to any surface (and what bug can't?)…but most importantly…she could…CLIFFHANGER! She decided to get to work on designing her costume. She certainly wasn't going to rescue Fang in the remains of her dress (it tore when she had her sudden growth spurt).

**Titan Tower: Guest Room**

Spider-man laid on the bed, sighing. Well, this was another fine mess the ol' Parker luck had gotten him into. Other side of the country, years shaved off his life…which normally would be a good thing, but his wife was still the same age…and that was bad…yes, things looked to be the suck for your friendly neighborhood Spider-man, true believers (I've always wanted to say that). There was a knock on the door.

Spider-man: It's open.

The door slid open, revealing Raven standing in the doorway, hood up. She cleared her throat, looking as though she was having trouble deciding what to say.

Raven: Uh…I…well, let me explain something first…may I come in?

Spider-man sat up on the bed and shrugged.

Spider-man: It's your tower.

Raven stepped into the room. For a moment it looked as though she was going to sit on the bed next to him, but instead she opted to float in the lotus position next to it.

Spider-man: Remind me to introduce you to Doctor Strange.

Raven: You know the Sorcerer Supreme?

Spider-man: We've done the ol' superhero team up now and then.

Raven was very impressed. As a studying sorceress, she had often heard of Doctor Strange and his sanctuary in Greenwich Village. She just knew it was filled with all sorts of mystic objects and tomes. It was enough to salivate over (not that she would). Sadly, you can't just drop by for a visit and her powers were nowhere near enough to get HIS attention.

Spider-man: …so you were saying?

Raven: Hmm? Oh! Right. …I have numerous powers, some I control, some not so much. It used to be much harder for me, but recently I've gained more self control…I used to blow things up…or melt them, or throw them around…when I allowed myself to feel an emotion.

Spider-man: Wait, wait, wait…any emotion?

Raven: …I could feel just a bit. Just a little and for a brief time. The instant it started, I had to squash it. Banish it away.

Spider-man couldn't even imagine that. His life had been filled with emotional times. To have powers like that…well, Jameson would be right. He WOULD be nothing but a menace.

Spider-man: How'd you control it?

Raven: Mediation…seclusion…

Spider-man: How'd you get powers like that? Are you a mutant?

Raven: No. I'm…

Raven paused. Should she really tell him? …oh well. It didn't matter anymore anyway.

Raven: I'm half-demon.

Spider-man: …pull the other one.

Raven lowered her head. For a moment, Spider-man though he hurt her feelings. Then she raised it again, throwing her hood back. She had four glowing red eyes, razor sharp teeth and hair that moved like serpents.

Raven: **No, I'm being quite serious.**

It all vanished before Spider-man's eyes as she reverted to normal.

Raven: My father was a powerful demon lord that sought to take over our plane of existence. To that end, he needed a portal to enter it. I was that portal.

Spider-man: He had you just so you'd let him in? You're basically his doorman?

Raven: And the door itself. On the day it was supposed to happen…I lost control of myself. I tricked Shade into working for me and with his help I let Trigon into our world. Then I turned on him and tossed him aside. Before I lost control, I had implanted all of my friends with a small portion of my power. That kept them from suffering the same fate as the rest of the world.

Spider-man tilted his head.

Spider-man: What fate is that?

Raven: Petrifaction as he sucked out every soul on the planet to feed himself. He needed time to regain his power and I was supposed to keep the others away so he could. But Shade had survived my betrayal and tried to redeem himself by holding me off while they attacked Trigon. …at least that's what he told them. In reality, he was trying to redeem himself by saving me from the thing that now controlled me.

Spider-man: How'd he do that? Talk you out of it?

Raven: I was beyond words. No…he let me kill him. He took everything I sent his way. I even impaled his shoulder with a metal pole from a parking meter. Seeing him lying there…it was enough of a shock to set me free. I attacked my father, my power fueled by the emotions I had long been denied…but I wasn't strong enough. In the end, one of our rouges saved us. He had created a robot for when it happened that would use a device to send my father into a pocket dimension. He's still there…ah, Azar, I'm getting so far off topic. What I was getting at was, one of my powers is to read the emotions of others.

Spider-man didn't like the sound of that. It was…intrusive.

Raven: I can't control it. Emotions radiate from people. I can't block out the emotions of those close by. I do have to concentrate to reach people at a distance though. …when you mentioned the Green Goblin…I felt terrible guilt from you. What could you have done to feel this way? Did you create him? I've had that happen before…

Spider-man was silent. Raven bit her lip. Maybe she had gone too far. Who was she to pry into his life that way?

Spider-man: …he killed somebody…somebody very close to me.

Raven: …and you feel like you could have prevented this.

Spider-man stood up, throwing his arms up.

Spider-man: I don't know! Maybe if I was faster…if I had aimed better…

He slumped.

Spider-man: …he threw her off a bridge…I tried to save her by webbing her leg…but the sudden stop…

Raven fought the impulse to cover her mouth.

Raven: …her neck.

Spider-man: …it was my fault.

Raven: Hardly. The fault lies with the Goblin alone. Mistakes happen in the best and worst of circumstances. They can't be helped. It's what we do intentionally that puts us at fault. …the thing that controlled me…that made me do those horrible things to my friends…it's a part of me. It's still inside me, weaker, but still there. It's my rage. My hate and anger. You might say I suffer from schizophrenia. My emotions are represented by different colored cloaks. There's a portal into my mind inside my room. If you went in, as a couple of my boneheaded friends did…though that was the day I learned what kind of good friends they were…you'd see different versions of me. Pink for happiness, Gray for sadness, Yellow for intelligence and reasoning…

Spider-man: Shouldn't that be fear?

Raven: …you'd think so, but no. Fear is also Gray. Green is courage and pride. Orange is…rudeness. Purple is love. Brown is…well, I'd rather not talk about Brown. But Red is hate. She's the one who attacked Shade that day…so…part of me WANTED to kill him. And I succeeded. Thank the Elders that when Trigon was defeated, the damage his appearance caused was repaired, including what happened to him. …but I will live with that image in my mind…the blood on my hands and clothes...I remember shaking him and silently begging him to open his eyes in vain. My nightmares are haunted by it…and there's always the fear that it could happen again…with a less then happy ending.

Spider-man was silent for a moment.

Spider-man: But he IS still alive.

Raven: …yes. And he has no memory of his demise.

Spider-man: Gwen is still dead…and not even cloning could bring her back.

Raven: Ugh…clones…

Spider-man: Oh, tell me about it. I don't even want to go into it. The point is…

Raven: The point is I know whether or nor I've been forgiven.

Spider-man: …exactly.

Raven thought for a moment. There was a way to counter this point…she just had to think of it.

Raven: …this Gwen…did she know who you were under that mask?

Spider-man: …no...at least I don't think so…

Raven: So what do you want to be forgiven for? Not telling her or her death?

Spider-man: …both…

Raven: What did the clone say?

Spider-man: What?

Raven: The clone of Gwen…what did she say? She had her memories, right? They always seem to…

Spider-man: …

Raven: If the clone doesn't hate you, why would the real one?

Spider-man sighed and sat back down.

Spider-man: I've thought of that before. It doesn't help…because I can't be certain.

Raven nodded.

Raven: Life is uncertainty.

Spider-man: …you're empathic, right?

Raven: That's the technical term for it, yes.

Spider-man: So not only do you feel people's emotions, you can control them, right?

Raven frowned, seeing where this was going.

Raven: It's not as simplistic as you might think. If I take away your guilt for past actions, I take away your guilt for future actions. In other words, with your guilt reduced, the idea of killing someone will be far less repulsive…not to mention other less then savory practices. Is the chance that you'll kill somebody on purpose worth a little less pain now?

Spider-man hung his head. Of course it wasn't.

Raven: Spider-man, there isn't a single person here who doesn't understand the kind of pain you're going through. I can't give examples…I just met you, after all…but trust me, we've all been there. There's only one real way to deal with it.

Spider-man: …what's that?

Raven: …with the love of those you've got. The friends and family you have. It took me over a year to learn that lesson. Looking back, I was a fool to try and deal with it myself.

Spider-man: Your friends and family all have super powers. Mine don't.

Raven: That's because I don't have the luxury of a secret identity. Look at me. Do you really think I can hide who I am?

Spider-man: Well, maybe if you wore a full body costume like me…

Raven: Too little too late, don't you think? Besides, everyone who follows the teachings of Azar wears cloaks like this.

Spider-man: …who?

Raven: She's was the founder of a pacifistic religion.

Spider-man: …yet you fight criminals.

Raven opened her mouth to reply, then paused.

Raven: …it's a matter of interpretation. The point is, don't you think I'd like to befriend somebody who had a normal life? Somebody I could just hang out with instead of risk my life along side of? If I had a secret identity, though it's difficult to maintain, I'm sure, I'd be able to go places…be with people without fear of attack…by either villains or rabid fans.

Spider-man snickered and shook his head. Raven raised an eyebrow.

Raven: What?

Spider-man: Fans attack you? What, like they attacked Elvis?

Raven bit back a grin.

Raven: …I did lose a shoe once. They probably bronzed it.

Spider-man: You're lucky. I bet you don't get front page newspaper articles about how you're a menace everyday.

Raven shrugged.

Raven: This is why you join a team. People will trust you more.

Spider-man: I was never a good team player. Had a tendency to disobey orders.

Raven: That CAN be a problem…

Raven glanced at the clock.

Raven: Damnation, look at the time…

Spider-man: …"damnation"?

Raven: Don't you start too. I got enough from Beast Boy and Cyborg about that when I first joined. Don't ask why I say it, I just do. …anyway…if you need to talk more…don't hesitate to seek me out. Good night.

Raven stood up and headed for the door.

Spider-man: Just a sec…why did you even come here? I mean, I could be wrong, but you look like the type who tries to avoid getting involved other people's problems.

Raven thought for a moment. It was a valid question, and he was right. She usually did try to avoid it. Having dealt with her own problems so often, she thought most people should try to do it that way. You go to others when there's no choice…or did she? Things had changed a great deal for her.

Raven: …I don't know. I guess it's because you don't have many people…if any…in your life that you CAN go to.

Spider-man: I've got a wife.

Raven: Yeah, but she's not a superhero. She can be sympathetic, but not empathetic. My friends have all been through things similar to me. Time and again, though I've tried to hide my problems, they've comforted me through them. I don't know what would have happened to me without them, and I'd prefer not to. I thought you deserved a chance.

Spider-man: …oh. Well…thanks, Raven. Good night.

Raven nodded and left. As she did, she bumped right into a solid…very solid object.

Terra: Jeez, what am I, invisible? Why does everyone always bump right into me that way?

Terra blinked. Raven tried not to swear aloud. Terra's eyes went from her, to the door Raven had come out of.

Terra: Wait a minuta…what were you doing in there?

Raven: I was talking to Spider-man, okay?

Terra smirked.

Terra: "Talking" you say? Just decided to go for a midnight "chat"? What, the whole "mysterious masked man" thing turn you on?

Raven rolled her eyes. If Terra thought that was going to get to her, she had another thing coming.

Terra: Or is Shade just not man enough for you?

Raven: More of a man then Beast Boy…hence the word "Boy" in his name.

It was an old argument between the two. During spring cleaning, Terra happened upon a black leather bound book. It was Raven's diary. Its purpose was written down on the first page. "I must banish all emotions from me…but one day…one day I hope to feel freely. If that day comes, I want something to feel. So I'll write the memories down, so when I read them, the emotions I felt then will be experienced anew. If anyone read this, I'll murder them. I promise I can make it look like an accident." Terra decided to ignore that last part and started reading. In doing so she discovered something most startling. Prior to her relationship with Shade, Raven had developed a crush on Beast Boy. In fact, it was possible that she still harbored such feelings for the green changeling. Raven came across her reading the diary and promptly flipped out over it. Despite the warning, she made no attempt to physically harm Terra…aside from flinging her down the hall, but that didn't hurt much anyway. Terra was constantly testing her, teasing her, and generally suspecting her of lusting after her Gar. Raven found it to be extremely irritating…and furthermore, if Shade ever found out…it was a thought that Raven didn't want to entertain.

Terra: He's also got the word "Beast" in there.

Raven: I'm not getting into this again. Good night, Terra.

Terra: Spoil sport. Good night.

**END PART TWO**


	4. Chapter 3

**32 Productions Presents…**

A Teen Titan Fan Fiction The Teen Titans and Spider-man in… 

"**Does Whatever a Spider Can"**

**Chapter Three**

**Kitten's Bedroom: Following Morning**

Kitten sighed as she looked at herself in the mirror. She had been trying out costumes for the last hour and none seemed to be working for her. Her current costume resembled a hornet. She pulled the mask off her head and threw it aside. There had to be something that could flatter her figure…something both enticing and intimidating at the same time. That way, when she beat Robin, he'd not only be humiliated, he'd be wishing he had never dumped her! That would show him. Her father had suggested a moth costume. Kitten had promptly laughed in his face. A moth costume indeed… No, she needed something vicious…something dangerous. Then it hit her. She began taking pieces of her rejected costumes. A little dye to make it match and she'd have the perfect outfit! After all, if Kitten had the power of numerous insects, her costume should reflect that.

**Titan Tower: Training Room**

Spider-man whistled from his spot on the wall above the door. He made a gesture toward the equipment with his thumb.

Spider-man: You guys don't play around, do you? Look at this stuff…it's no Danger Room, but it's pretty freaking impressive.

Cyborg: Danger what?

Spider-man: It's a room that uses solidified holograms, hidden weapons, and other such things to train a superhero team down in Westchester.

Beast Boy: …can it do porn?

Terra gave his pointed ear a sharp tug, gritting her teeth. Spider-man shrugged.

Spider-man: You know, I asked them the same thing. I never did get a real answer.

Shade: Meaning yes.

Spider-man: Probably.

Raven: Men…

Shade frowned. It was faint, but there was a familiar scent on Raven's person. She smelled like the guest room. Since it wasn't used much, they kept an air freshener in there. It was a relaxing cinnamon scent. Raven didn't go into the room to set it up…and for it to be lingering, it would need to be a recent visit. Still, he didn't smell anything unusual on Spider-man…and it wasn't like he had another costume to put on. …what was he thinking? Raven wouldn't do something like that. …would she? She did seem…distant lately. Maybe she was getting tired of him.

Terra: Uh…Spidey? No offense, man, but your costume is getting kinda rank. When was the last time you washed that thing?

Shade: She's right you know…and my nose is maybe three or four times as sensitive as hers.

Spider-man: Hey it does not…!

Spider-man paused and sniffed his pits. He gagged slightly and reeled.

Spider-man: Okay, you got a point…still what am I supposed to do? Kind of got a secret identity to protect here.

Beast Boy: Leave it to me.

Spider-man stared at him for a moment.

Spider-man: …you're not going to put a paper bag over my head, are you?

Beast Boy: No…why?

Spider-man: No reason.

**Laundry Room**

Spider-man felt like an idiot. He just HAD to listen to him, didn't he? He wore one of Robin's masks, Beast Boy's Hawaiian shirts, Shade's pants, and the pink wig that Blackfire wore when she came to visit. His webshooters were visible on his wrists because no pair of gloves besides his own had holes for the webbing to come out of. Terra held her sides as she laughed uproariously. Beast Boy high fived Cyborg.

Cyborg: I can't believe he actually put it on!

Beast Boy: I can't believe a random assortment of our clothing actually fits him perfectly!

Spider-man: This is payback for the whole "webbing you to your girlfriend" thing, isn't it?

Beast Boy: …dude, I forgot all about that…

Spider-man: …well, I'm going to search around the tower in vain for my self respect.

Spider-man sprang down the halls. The trio watched him go, confused looks on their faces.

Cyborg: …why doesn't he just walk?

Beast Boy: I dunno…

Terra: Eh, maybe he's going to make kissy face with Raven again. I totally caught her coming out of his room last night.

Cyborg and Beast Boy gawked.

Cyborg: Are you serious, girl?!

Terra: Yep. I called her out on it, but she wouldn't say yes or no.

Shade listened in, his fists clenched. He knew it. He wasn't mistaken about that smell. His first instinct was to hunt down Spider-man and pound him (or at least make an attempt, one he'd probably fail at).Thinking better about it, he decided to question Raven on the subject instead. Terra was likely to make things up, or just make guesses anyway.

**Raven's Room**

Raven sighed. It was time to try again. Reaching into a drawer, she pulled out a lighter and lit it. She took her hand and moved it over the flame until she successfully removed it from its current spot, levitating it. If her father could manipulate fire…and if Slade could while empowered by him…then it could be reasoned that she could as well. Unfortunately it was phenomenally hard work. She theorized that part of her didn't WANT to do it. Fear of becoming what her father was, she supposed. But that was silly. No matter what, Raven was half human. Besides, it stood to reason that if she learned to control her power over fire, she'd have yet another aspect of herself under control. Self control was important. All her life, Raven had been told that self control was everything. Next she attempted to expand the fire. Her concentration was broken when there was a knock on the door. The fire expanded too fast, going out in a puff of smoke, but not before blackening her fingertips. It didn't hurt. You got the same thing from passing your hand over a candle. Sighing in frustration, she answered the door.

Shade: What were you doing in Spider-man's room last night?

Shade bit back the need to swear. That had come out much harsher and much more to the point then he wanted. Taken aback by his question, she merely blinked at him for a moment before her brain caught up. She scowled.

Raven: Talking. How'd you know about that?

Shade: You still have the faint scent of the air freshener from that room on you.

Raven knew she should have switched cloaks this morning, but she was feeling lazy. Now she remembered why she refrained from being that way. That's how you screwed up/

Shade: Besides, Terra was telling Cyborg and the snot rag about it.

Raven: You and your insistence on never using Beast Boy's name. …should have known she'd blab.

Shade: …so all you did was talk? That's it?

Raven: Nope. We had sweaty animal sex right on the floor.

Shade stared at her, mouth agape. She sighed.

Raven: Sarcasm.

Shade: God, it better have been…

Raven's eye twitched. Shade's comment had struck a cord in her.

Raven: Or what?

Her voice dripped with venom, daring him to answer the question.

Shade: I'd kill him. What, you didn't think I'd hurt you, did you?

Raven: You would not kill him…because I'd never SPEAK to you again. I'm sick of this jealousy crap, Shade. I'm my own person. I get to decide what I want, not you.

Shade: So what? I should just sit back while you sleep around?!

Raven's eyes widened. It suddenly occurred to Shade that Raven might find that comment to be somewhat insulting. Raven's voice came out level and calm, but there was a very threatening undertone to it.

Raven: You…you…get away from me. Go away now. Just go.

Shade: I'm sorry…I didn't mean…

Raven: Go.

Shade backed away from the door.

Shade: It just came out wrong. I didn't…

Raven slammed her palm onto the door button, closing it and locking it behind her. How DARE he? Of all the stupid, inconsiderate things for him to say… There was no way she'd let him get away with something like that. It actually…HURT to hear him say that. As if he really thought she would do such a thing. Was his opinion of her really that low? Raven sat down and closed her eyes. This would take some debating.

**Raven's Soul**

The emotions were gathered around a table. Raven sat at the head of it.

Raven: Alright, you all heard what he said. The question is, what do we do about it?

Red: **I say we sneak into his room at night, then…**

Raven: If this involves castration, stop right there.

Red closed her mouth, crossing her arms and growling in annoyance. Nobody ever wanted to hear her ideas anymore.

Purple: I'm sure he didn't mean it. Shade is prone to speaking without thinking, you know.

Green: Yeah, and how many time have we let him get away with it? He ain't gonna learn unless we MAKE him learn.

Red: **About time somebody agreed with me.**

Green: I ain't going that far.

Red: **Fine. I don't care. The point is, we make him pay, one way or another. I don't care if all we do is kick him in the nuts. He's got to learn his place.**

Purple: His PLACE? He has no PLACE. Don't be so arrogant.

Red: **You stop being so ignorant!**

Raven smacked a gavel that had appeared out of nowhere.

Raven: Quiet! This is a discussion, not an argument. Next idea.

Pink: Let's take itching powder and put it in his jockstrap.

Gray: …I don't think he wears a jockstrap. A…anyway, we should just drop it. H…he could get angry. He's so scary when he's angry…

Red: **He's scary?! I'm scary! Hell, to you, dust bunnies are scary!**

Gray: They can get up your nose and…

Raven: Stay focused.

Orange: Pfft. Only one thing will work. You want him to take it seriously, then go ahead and do it.

Raven: …do…what?

Orange: Date somebody else, dumbass.

Brown: Or we could just sleep around. That sounds good too.

Raven: Shut up, Brown. …I like this idea. Just to show him that he isn't the boss of me. We're going with Orange's plan.

Orange: YES! In your faces!

Raven: Meeting adjourned.

She smacked the gavel.

**Rooftop**

Raven found Spider-man on the roof, staring out at the city. She came up from the rooftop.

Raven: Enjoying the view?

Spider-man jumped…literally. He went straight up into the air. Raven's eyes followed him up. It was an amazing leap, especially since it was just an involuntary response to being startled. He landed facing her.

Spider-man: Don't DO that! Oh my GOD, woman!

Since Raven meant him no harm, his spider-sense didn't warn him of her approach. Raven didn't look at all apologetic, as though it happened all the time…and it did.

Raven: I need to ask you something rather…unusual.

Spider-man: …you're not going to comment on the costume?

Raven ignored the question. How she could ignore such a ridiculous looking outfit was beyond him. He'd be busting a gut right now.

Raven: I need you to go on a date with me.

Spider-man: I'm sorry, I must have had something crazy in my ear. What was that?

Raven: I need you to go on a date with me.

Spider-man: Okay…maybe YOU'RE the one with the crazy in you. I'm MARRIED, remember?

Raven: It's not a real date, webhead. Shade needs to be taught a lesson about respecting my rights as a living being. His assertion that I'm "his" has to be waved aside and this is the best way to do it.

Spider-man: Have you tried talking to him?

Raven stared at him for a moment, her face blank.

Raven: …so, you'll pick me up at seven. I know a café we can go to, do a little webswinging or something…

Spider-man had the strangest feeling that this wasn't going to end well.

Raven: Oh and if he attacks you, don't hesitate to strike him. He'll be very pissed off and your webbing won't be as affective as before. I'll help you, of course.

Spider-man: Uh…I'm not so sure about this…

Raven: Spider-man, relax. You're just doing me a favor. No harm will come to you.

Spider-man: Well, that takes a load off my mind.

**Kitten's Room**

Kitten tugged at her gloves. They had holes just at the fingers so she could use her stinger/nails and stick to walls easily. Yes, this was more like it. Her eyes were covered by a mask that resembled a bug's eyes, bulbous and silvery in color. The mask slipped over her head, but was open at the top for her hair and around the nose and mouth. The rest of the costume was skin tight, leaving nothing to the imagination. The shoes had to be thin in order for her to still be able to stick to surfaces with them. Ragged brown fur was around her wrists and just above her ankles. The rest was a slick black color, perfect for say…sneaking into a prison and breaking out a certain spider-headed boy? And its form fitting nature was perfect for say…seducing and breaking a certain masked teenager who made the grave mistake of dumping her at prom? Then there was that whole, "getting kicked out of high school" thing that followed that. Yes, life went a tad downhill after prom night. She grinned wickedly, flexing her arm. She could hear the outfit creak as her bicep swelled. It was time for all that was wrong with her life to be corrected. Even that red haired witch wouldn't be a match for her powers (overconfident, isn't she?).

**Titan Tower: Main Room**

Raven stepped into the main room, causing all inside to freeze what they were doing. It was a rare sight to see Raven in a dress, after all. It was black (naturally) and reached just above her ankles. It tied around her back, so there were no straps on her shoulders. Cyborg whistled.

Cyborg: Hot damn, girl. Where are you going dressed like that?

Raven: Out.

This wouldn't be so odd. Raven did go out once and a while. What made it odd was that Shade wasn't with her.

Beast Boy: Where's Shade?

Raven: He's not coming.

Spider-man lowered from the ceiling. How he got there without anybody noticing, I don't know, but it just sounds better then him coming through the door, doesn't it? His costume was finished, looking nice and clean.

Spider-man: Ready to go?

Raven: Absolutely.

They watched, stunned as Raven walked out with Spider-man.

Raven: I'll fly us over, then you can web swing from there.

Spider-man: Works for me.

She turned back to her friends.

Raven: Be sure to let Shade know where I am…but give us about a fifteen minute head start, hmm?

Raven and Spider-man departed. Cyborg and Beast Boy looked at each other.

Beast Boy: …dude…

Cyborg: Yeah…

Beast Boy: …Shade is going to freak.

Cyborg: Hell yeah.

Beast Boy: …then probably try to kill Spider-man.

Cyborg: Uh huh.

Beast Boy thought for a moment.

Beast Boy: …we need the camera.

Cyborg: To hell with that. We need to start selling tickets.

**Training Room**

Shade sighed and wiped his brow. The practice drone collapsed, dents and gouges in it from his shadow assault. Starfire floated next to him, legs crossed in a casual manner.

Shade: So then she snaps at me, telling me that I don't own her or something to that affect.

Starfire: This is true.

Shade threw his hands up.

Shade: I know it's true, Star! I don't see her as some sort of item I can possess!

Starfire: It would seem that your behavior suggests differently to her. I do not understand her anger. I would be most flattered. On Tamaran, if your mate is willing to combat others to keep you as such, it is a sign of great affection.

Starfire clasped her hands, remembering all the times Robin fought people to save her. People like Gremlin, who didn't seem to understand the concept of her not liking people who try to kill her friends. It was so romantic…and most of that happened before they got together. Shade snapped his fingers in front of her. She shook out of her thoughts.

Starfire: Hmm? Did you speak?

Shade: Not yet, but you looked like you wouldn't have heard me. Anyway, I think so too. You'd think she'd find it to be…I don't know…reassuring at the very least. I mean, here I am, willing to die just for her…

Starfire nodded, her eyes closed as she thought. His logic was sound to her. Maybe Raven was just abnormal…(or she was, but that didn't occur to her).

Starfire: Perhaps…it is how you go about demonstrating this to her that troubles her. As I recall, you did punch poor Jericho…

Shade: He was giving her flowers!

Starfire: He gave me flowers as well…and Terra. Jericho is simply a nice boy.

Shade snorted, kicking the downed drone. "Nice" his ass…the mute teen was definitely honing in on his girl. He could sense it.

Starfire: I cannot imagine Jericho having the heart to disturb a relationship. I fear any attempts to do so were solely in your mind…and your immediate use of violence might have upset her. You could have simply talked it over.

Sighing, Shade sat down on a bench, chin resting on his palm.

Shade: …maybe you're right, Star. Maybe I do need to relax some. I mean, Raven isn't some mindless drone who goes with the first boy to give her flowers or something. She'd say "no".

Starfire nodded, smiling.

Starfire: Exactly. Your worries are unfounded.

Beast Boy ran in. Fifteen minutes had passed. It was time to tell Shade. He had no idea what Raven was planning, but it was probably important…to somebody.

Beast Boy: Hey, Shade! Raven just went out with Spider-man!

Shade's eye twitched under his sunglasses and his fists clenched. Starfire grinned nervously, rubbing the back of her head as her feet touched the floor.

Starfire: Perhaps they are…going to acquire our evening meals?

Beast Boy: And she was wearing a black dress!

Shade: …a black dress?! But…I gave her that dress!

Starfire paused for a moment before sighing.

Starfire: (defeated) Go inflict your pain. I can think of no other reason for that.

Shade: I'll kill that webslinging son of a bitch!

Shade disappeared, reappearing outside the tower so he could start tracking the pair. Starfire sighed again, turning to Beast Boy.

Starfire: Why did you inform him of this? Surely you knew he would react in such a fashion.

Beast Boy: Uh…duh. But Raven told me to.

Starfire: She did? …that is…odd.

**Prison**

Kitten grinned widely as she crawled along the ceiling. Apparently she had something in her that allowed her to change colors. It was an unbelievable stroke of luck (though she kept telling herself that it was just how she planned it). It seemed to be an instinctual reaction. There was a guard going by and she closed her eyes, mental repeating "please don't let him see me" over and over again. It was far from perfect, however. Her clothes didn't change color. It was only by sheer coincidence that the ceiling was so dark. She was still noticeable if she moved as well, her skin needing to change for each rivet she passed over. While she was sure she could take a few of the guards down, she didn't want to deal with the whole building's worth. Suddenly it occurred to her that she had no idea where Fang was being held. Crawling along, she came to the bathroom. She knew that because of the smell. She wrinkled her nose. Was her sense of smell more powerful or was it just that bad in there? Looking around, she noted that nobody was coming, so she let herself drop, landing lightly. She entered the room and leapt back onto the ceiling where she waited. After some time, a guard came in to use the bathroom. As he did so, she locked the door. Politely waiting for him to zip up (come on, that would be just plain sick if she didn't) she grabbed him by his neck and lifted him up, ripping his helmet off and holding it in her hand. She grinned wickedly.

Kitten: There's a prisoner here. His name is Fang. He's got a spider for a head, so you can't miss him. Where is he being held? Tell me…

Using her new strength, she began crushing the helmet.

Kitten: …or I'll do the same thing to your head.

The guard caved quickly. If Kitten was a bright girl (and she never did anything to suggest she was), she might have pondered why it was so easy. Nevertheless, she took the keycard he held up before slamming his head against the ceiling and dropping him into the toilet stall. She got another surprise when she finally arrived. It was the right cell. She had been naïve enough to assume the guard wouldn't lie. The door slid open and there he was, his spider-legs bound together over his head.

Fang: Who the hell…?

Kitten: Aw, my poor Fangie-poo…

She leapt onto the ceiling and grabbed the cables binding his spider-legs.

Kitten: Let your Kitten get these nasty cables off you.

Fang: Kitten? What…how can you…?

She shushed him and strained against the cables. They were strong, that's for sure. Still, they eventually snapped under her strength. Delighted at her strength, she leapt back down and threw her arms around her very confused boyfriend.

Kitten: There we go! All better.

Fang: K…Kitten…ribs…

Kitten blinked before realizing what he was talking about. She let him go.

Fang: How'd you get so strong, baby?

Kitten: I made Daddy give me super powers. Now we can do everything together!

She clenched her fists.

Kitten: Including beating up those damn Titans! Now…

She kissed between his mandibles (seriously, UGH! How can she…UGH!) before turning to the door.

Kitten: Let's bust out of here.

**END PART THREE**


	5. Chapter 4

**32 Productions Presents…**

A Teen Titan Fan Fiction The Teen Titans and Spider-man in… 

"**Does Whatever a Spider Can"**

**Chapter Four**

**Above the City**

Raven grumbled as she held onto Spider-man. Perhaps wearing a dress while she knew she was going to be sailing over people's heads was a bad idea. She could swear she caught some people trying to look up it. Still, she had to admit, it felt…different swinging rather then flying. More thrilling.

Spider-man: Remind me never to let you plan children's parties.

Raven: Huh?

Spider-man: That was the most depressing place I've ever seen…and I've been to Detroit.

He was, of course, referring to the café she had them go to. It was lit by candles, smelled of incense, coffee, and tea, and filled with more people wearing make up then a circus. Oh, if only it was as amusing as a circus. Spider-man nearly hit his head on the table listening to them babble their poetry. It's a scary thing when you wear red and blue "long johns" and are still the most normal looking person in the room.

Spider-man: Why'd we need to go there anyway? You're just trying to make your boyfriend jealous, right?

Raven: (sighing) You need to understand how he works. He'll be tracking us by smell before he realizes that he can use his communicator to track the signal of mine. He'll be led right to the café, which is a normal place for me to be. It makes it all the more believable.

Spider-man: …it scares me how well you thought this through.

Raven: I always think things through. It can be a bad habit at times. Makes things take longer then they should. I…

Raven was interrupted as the webline shook. Looking up, they saw Shade hanging from it. Judging from how his teeth were bared, he was upset.

Shade: You webheaded bastard…

Spider-man: Well, he's here. Now what?

Raven: Land before he decides to snap the line and save me from going splat while letting you drop, cutting any lines you attempt to shoot to save yourself.

That sounded like a novel idea. Spider-man landed on the roof of a smaller building, letting Raven go. Shade growled as he landed as well.

Shade: I'm going to…

Spider-man: Whoa, whoa, whoa. I can explain.

Raven: He took me on the night of my life. It'll be one I remember for the rest of my days.

Raven grabbed him and lifted his mask up to his nose before planting one on his lips. Spider-man was in shock at this point. The girl was obviously insane…or trying to kill him. Shade teeth looked ready to crack from the pressure he was putting on them.

Shade: R…Raven…you…you…GET OFF MY GIRL!

Raven jumped back as Shade leapt forward, swinging his claw-like nails in an attempt to remove Spider-man's nose. Spider-man, wanting to keep his nose, dodged it.

Shade: You dirty pig faced asshole! When I get my hands on you, I'll squash you like the insect you're named after!

Spider-man: Spiders aren't…

Shade: I know they aren't insects!

Raven: He can't pronounce "arachnid" right.

Shade: And you can't say "origin"!

Raven: That was one time and I hadn't slept in two days.

Rather annoyed by Raven's blasé attitude toward Shade's attempts to cause him great physical injury, Spider-man tried to reason with the boy rather then clobber him like Raven suggested.

Spider-man: Hey, it was her idea.

Raven: No, it wasn't.

Spider-man: She was just trying to make you jealous.

Raven: No, I wasn't.

Spider-man: Would you stop that?

Shade: Stop talking to her while you're fighting me!

Shade couldn't stand it. The way he easily dodged his attacks while at the same time arguing with Raven. It was like he wasn't even trying. Infuriated, he let out a burst of shadows from every available spot. Raven's brow knitted as she watched. This was going too far. Spider-man was being pushed further and further away from Shade. At this rate, Shade might actually get him after all. Spidey's webs were blocked at every turn. Finally she couldn't watch anymore.

Raven: Shade, enough! He was telling the truth! I did this to make you jealous!

Shade stopped attacking, panting. Raven sighed.

Raven: I was upset at you for thinking you could control me.

Shade: I don't think that…

Raven: You punched out Jericho for giving me a daisy! I don't even like daisies. What, do you think I swoon over any man who presents me with a gift?

Shade: He knew better!

Raven: See, that's exactly what I'm…

Raven trailed off as both her and Shade's communicators rung. Raven sighed and answered.

Raven: Raven.

Cyborg: Hate to interrupt, but we got a jailbreak in progress.

Raven: On our way. I just need to change f…

The image changed as Robin grabbed Cyborg's arm.

Robin: There's no time! Get there as fast as you can!

Raven: But…

Robin: Robin out…how do you turn this th…?

The image went out. Raven growled and closed her communicator.

Raven: Great. I have to stop a prison break in my favorite dress.

Shade: …that's your favorite dress?

Raven: …don't let it go to your head.

Shade: Here.

He gave her his coat.

Shade: It's my new one…made out of something similar to Robin's cape. It should keep your dress safe. Besides…it'll offer you better protection.

Raven: I…

Raven put the coat on, trying to stop herself from blushing.

Raven: …it smells like rancid meat.

Shade: Now you're just saying that because you don't want to look too grateful.

Raven: Shut up.

Spider-man: Uh…hello? Still standing here.

**Prison**

Fang spat webs around a group of guards, pinning them to the wall. Smarter people would have released the other prisoners to help with their escape. …but Kitten is Kitten and Fang has a spider for a head, so neither of them are very bright. The Titans arrived in timely fashion, just before the duo can reach the gate. Terra snickered as she looked at Raven.

Terra: Nice coat. Smells like rancid meat.

Shade: It does not! I've got a sense of smell more sensitive then yours and I tell you…

Spider-man: Hey…hey, buddy. Don't look now, but you've got a spider on your…oh, wait. That IS your head.

He pointed at Fang, looking at the others.

Spider-man: Seriously, how can I compete with that? I do whatever a spider can, and he's got a spider for a head. …who's the girl? Playmate of yours?

Terra: Never seen her before.

Starfire squinted. There was something familiar about the girl.

Starfire: I know that repulsive fashion sense anywhere! Kitten!

Kitten made a noise of indignation and crossed her arms.

Kitten: MY fashion sense is repulsive?! You look like you should be walking street corners!

Starfire: And you look like you should be working in a house of ill repute!

Spider-man: Ooo, cat fight.

Raven: I should hurt you right now just for saying that.

Raising her fist, Kitten began to yell before trailing off and leaning toward Fang.

Kitten: (whisper) What's a house of ill repute?

Fang told her. Her eyes widened under her mask and she clenched her teeth.

Kitten: That's it! I'm going to break you in half, you little witch!

Raven: What did I do?

Terra: I think she meant Starfire.

Raven: …oh. Oh, of course.

Shade: …uh…Robin? Battle cry? Any time now, boss.

Kitten noticed for the first time that Cyborg, Beast Boy, and Robin were staring straight ahead, blankly. Their friends noticed too. In an unusual display of intelligence, Kitten put two and two together, remembering the guard.

Kitten: Robbie-poo, …uh…green guy and machine man! Raise your right hands!

The trio did as they were told. Spider-man sighed.

Spider-man: Wonderful. Mind control. I hate mind control.

Terra: I don't get it…why are they mind controlled and we're not?

Shade coughed and covered his nose.

Shade: Ugh! Something smells terrible!

Raven: It's your coat.

Shade: No! It's something else!

Spider-man frowned under his mask. Could it be…? Well, why not? He had heard stranger.

Spider-man: I think I get it…the blonde girl is giving off some sort of pheromone. It must be for mating purposes or something. It makes males very suggestible.

Terra: Then why aren't you spacing out? And Shade…

Kitten: Yeah! Daddy, you screw up! You always do everything half assed!

Raven's brow knitted as she thought.

Raven: …Fang isn't reacting either. It must be his spider head…thing. Spiders must not be affected…

Spider-man snapped his fingers.

Spider-man: Because it's an insect pheromone, of course!

Shade: …and me?

Raven: You're not even from this planet. Why would it affect you?

Shade: You're so smart.

Raven: Stop trying to butter me up. I'm still mad at you.

Shade: (muttering) Damn…

Kitten yawned.

Kitten: That's great and all…but…slaves, front and center!

Robin, Cyborg, and Beast Boy responded immediately, joining her on her side of the stand off. The numbers were now even. Terra sighed.

Terra: You'd think Cyborg would have filters for this sort of thing…

Raven: That would require him thinking ahead.

Kitten: You know, Star-bitch or whatever your name was…I WAS just going to break Robbie-poo's spirit, make him beg for me, then kill him…but making him into my mindless slave is three times as good! I can make him clean my bathroom with his tongue if I want to!

Starfire growled and clenched her fists.

Starfire: I shall not allow you to do such a disturbing and potentially harmful thing! I cannot even begin to imagine the sort of germs that would accumulate in YOUR dwelling, you filthy glormfat!

Spider-man: …glorm-wha?

Shade: I dare not repeat. Raven would smack the hell out of me.

Raven: I'm going to smack you now if you don't focus.

Kitten pointed at them, trying to look dramatic, her left foot resting on a fallen guard.

Kitten: Attack! Robbie-poo, five extra points if you manage to cut off the red head's hair!

Starfire made a sharp "eep" and held her hair protectively.

Starfire: I do not wish to have hair like Raven!

Raven: What's wrong with my hair?

Starfire: Nothing…

The mind controlled trio attacked their friends without hesitation. Cyborg fired his sonic cannon at Raven. She weaved around it and encased him in her power.

Raven: There's got to be a way to clear their heads. Nnngh!

The sudden grunt came from Cyborg's struggles to break free. Raven strained to maintain a hold on him, but doing so distracted her long enough for Fang to blast her with a venom bolt. Paralyzed, she fell over. Her body began to break down the affects of the beam immediately. It wouldn't be long before she was able to move again…but given how Beast Boy was stampeding toward her in the form of an elephant, that might not be an issue. Spider-man jumped in, grabbed her, and leapt over the elephant in the nick of time. Shade growled as he dodged Fang's legs and slammed his fist against his stomach. Seeing as how he so rarely used his human parts, he had little in the way of resistance there. In other words, that hurt. Starfire yelped as birdarang after birdarang went towards her head, trying to get her hair. Suddenly she was hit from behind. She realized that the thing that hit her was Shade himself…literally. He groaned and struggled to get up. Kitten cracked her knuckles and started toward him. Fang was sprawled out on the ground, the spider limbs twitching spastically.

Kitten: I'll teach you how to keep your hands to yourself, you white haired freak.

Shade: I warn you. I'm a slow learner.

Starfire dodged another birdarang.

Starfire: Shade! Take Robin! I shall deal with the bitch!

Shade: Tsk, whatever.

Shade tackled Robin, who was still focusing on Starfire. Having been attacked, Robin's attention shifted. Out of the corner of his eye, he saw Spider-man dodging both Cyborg and Beast Boy, Raven in his arms. Terra slammed a large rock over Cyborg's head…but Spider-man was still holding onto Raven. His jealous thoughts were interrupted by an unpleasant clang as Robin struck him in the back of the head with his bo-staff. Fortunately, he had a hard head. Spider-man dodged Beast Boy as he lunged in the form of a giant python.

Spider-man: Is this going to wear off anytime soon, because this really isn't as easy as I make it look when I'm carrying somebody who's stiff as a board.

Raven: Just…a few…more minutes. I can…feel my…muscles loosening.

Spider-man: Uh huh. Just be careful or you'll be changing your leotard.

Raven: Funny. Just…keep dodging.

Spider-man had intended to do so without her coaching. Starfire tumbled along the ground. She stood up, holding her jaw. She hadn't expected Kitten to hit quite that hard. Nothing she couldn't handle, however. Compared to her strength, Kitten was a light weight. Kitten suddenly sprinted forward, moving at amazing speeds. She was no Kid Flash, but it caught Starfire off guard nonetheless. Gasping, she clutched her stomach as Kitten dug her nails into her. Her stomach exploded in pain. Starfire grabbed her by the head and flew up before throwing her back down. Landing hard, Kitten staggered to her feet.

Kitten: No way! You should be rolling in pain from all the poison I pumped into you.

Starfire: What poisons you may do nothing at all to me! You still think of me in human terms, Kitten.

In truth, Starfire was in agony. Her veins coursed with the venom, creating a burning sensation. Yet, she had to fight on. Shade took another blow to his face, spitting blood. This was bad. Very bad. Under Kitten's control, Robin had no qualms about killing him. As a result, he was fighting a lot harder then Shade was willing to fight against him. The first time they fought, Robin wasn't sure what he was capable of. Now he knew Shade's moves pretty well. Shade, however, lacked the attention span to memorize Robin's style in any fashion.

Shade: (dazed) Damn those shoes hurt…

As Robin leapt to attack again, a stone hand grabbed his cape and yanked. It morphed around him, forming a cocoon with only his head sticking out of it. Terra grinned as she stood over him.

Terra: You owe me, Shade.

Shade: I'll buy you a gumball…ugh, my head…

Shade pitched forward. Terra sighed as she caught him.

Terra: I was thinking more along the lines of lobster…

Kitten dodged the next valley of starbolts. Starfire may be stubborn enough to fight through the affects of the venom, but she wasn't stupid enough to go down and risk getting exposed to more of it when she could fight Kitten from above. Suddenly Kitten stumbled, rolling around in pain. Starbolt in hand, Starfire froze, staring down at the sight with confusion.

Kitten: AAH! My back! It…it feels like…AAAGH!

With her last scream, Kitten's costume split in the back as a set of huge dragonfly wings sprouted through. They flapped uselessly for a moment as the fluid on them dried. Starfire felt sick. Bits of dead skin clung to them. It was the nastiest thing she had seen since Plasmus grew to giant size and swallowed her. Kitten touched them and giggled.

Kitten: Look at me! I'm a fairy!

She flapped her wings like she had always had them and took flight. Starfire swore in her native tongue. Flying was no longer safe from her claws. Meanwhile, Spider-man was having a bit of trouble. It would seem that Beast Boy was more clever then anyone gave him credit for. Beast Boy had snuck onto him in the form of a small spider, which was so ironic it gave Spider-man a headache. The bite seemed to carry a powerful paralyzing agent…which was why his muscles were slowly locking up. Well, now he knew why Fang could shoot paralyzing beams from his mouth. His spider strength fought the effects for as long as it could, but in the end, even a spider can be poisoned by a spider. Beast Boy turned his attention to Terra and the unconscious Shade (he gets knocked out a lot). Spider-man struggled to move as Cyborg came closer, fists clenched and raised.

Spider-man: I don't suppose we could settle this over a game of Parcheesi?

Cyborg reached down and picked Spider-man up. Raven slipped from his stiff arms as he was lifted up.

Spider-man: (choked) How about a card game? Poker? Black Jack?

Raven: Stop it. Just stop it.

Raven stood up and gestured, sending Cyborg flying. Unfortunately, it also popped Cyborg's arm off, meaning Spider-man was still being choked. Raven sighed.

Raven: I told him to fix that arm…

Spider-man: (choked) Can't…breath…

Raven: Huh? Oh, right.

Starfire blasted Kitten away, clutching her shoulder. There was no terrible pain…she must have stopped Kitten before she could inject her with the venom…either that or she was just beyond it at that point.

Kitten: Not so tough now, are you?

Starfire: You have a smoldering wound upon your abdomen! How can you say things like that at this point?

Kitten: …wait a second…my costume! You burned a hole in my costume! I'll…

Kitten froze before screaming agony. Clutching her sides, her wings lowered her unsteadily to the ground. Starfire watched, curiously. Those under her sway paused as well, their heads snapping towards her. Despite the sheer amount of dislike she had toward the blonde, Starfire couldn't help but feel like SOMETHING had to be done about her screams. Maybe she should knock her out. She lowered down some.

Starfire: Uh…are you well?

Kitten: My sides feel like they're trying to burst open! Do I SOUND well to you?!

Starfire growled. Her veins still burned and her wound was swelling up. The last thing she needed now was lip from the one who caused it. Raven healed Spider-man, ridding him of the toxin in his system.

Spider-man: Is this what they mean by the magic touch?

Raven: …oh damnation, I think my dress has a tear in it. Stupid meat smelling coat di…

Raven was cut off as Kitten's screams reached a greater pitch and another pair of arms burst out under her other ones, slightly smaller then the first pair.

Terra: …ooookay. Didn't see that coming.

Kitten: Oh my god! Daddy, you id…AAAARGH!

Starfire floated back away from Kitten as she trashed. Chunks of her hair flew off, replaced by coarse blonde fuzz. The same started to grow all over her body.

Spider-man: Ah, crud. She's changing into a giant bug.

Terra: How do you know?

Spider-man: I'm older then you…well, I was older then you. I've been doing this a long time. It happens all the time. People with the power of animals eventually turn INTO that animal.

Raven: So you've been a spider?

Spider-man: Yep. You been a bird yet?

Raven: No.

Spider-man: Give it time.

Kitten: Stop talking about it and HELP ME!

Kitten's words were muffled as her mouth twisted and changed, two mandibles growing out. Drool splattered to the concrete ground, hissing as it started to burn holes.

Robin: Nnngh…huh? What the…? Terra, what the hell are you doing?

Terra: Huh? Oh, hey, you're not all puppety anymore…could you put me down now, Gar?

Beast Boy, in the form of a gorilla put Terra down on the ground, confused. He shifted back.

Beast Boy: What was I doing?

Cyborg: Yo! Where's my arm!?

Spider-man: Right here! Huh…guess since she's changing, her biological make up is making her pheromones incompatible with humans.

Meanwhile, Kitten was completing her transformation. She was huge, perhaps larger then Silkie ever got. Her body was shaped like a wasp. She had the wings of a dragonfly, mandibles of an ant, her back legs were shaped like a grasshopper's or a cricket's. Her eyes were green like a fly's and all…there's a word for it…uh…well…you know with all the tiny eyes so she sees millions of everything. Bug eyes. All human features had vanished. Wings buzzing, she took to the air. Terra released Robin and Cyborg popped his arm back into place, using a tool located in his finger. Starfire lowered to the ground.

Starfire: Raven…can you please aid me? My stomach wound…

Raven: What? It's not that deep. Can't it wait?

Starfire couldn't hold out much longer. With the immediate threat flying off, Starfire was coming down from her adrenaline high. As a result, the pain was really hitting her now.

Starfire: No…venom…blood burns…

Raven wasn't entirely sure what she meant by that. It wasn't a completely lucid statement. Still, for her to be in a state that would make her less then lucid, it must be more then the scratches they appeared to be. Raven healed the wounds and removed the venom from her system. Starfire rubbed her stomach and sighed.

Starfire: Much better. I thank you my friend.

Raven: Any time. …can I get changed now? Seriously, Robin, my dress is messed up enough.

Shade's head shot up.

Shade: Who messed up your dress?! That thing cost me a freakin' bundle!

Raven scowled. The other boys made motions toward him, indicating that he had said something very stupid. Shade stood up, rubbing his head.

Shade: And more importantly it looks so damn good on you.

Raven regarded him with a look of suspicion, trying to tell whether he was just trying to save himself or if he was being sincere. Finally she snorted.

Raven: If it makes me looks so good, you won't mind buying me another.

Shade suddenly got a mental picture of his wallet and Raven in a boxing match and she was beating the crap out of it. Sighing, he hung his head.

Shade: If it can't be fixed, you got it, honey.

Raven: Good…and don't call me "honey" in front of other people. …so demeaning…

Shade: No, calling you "toots" would be…

SMACK. SMACK. STOMP

Shade: …demeaning. …ow.

Not sure which part of his body to grab first, Shade just stood there. Raven had smacked his left cheek, Starfire, his right cheek, and Terra had just stepped on his foot. Then he realized…Terra is heavy. He grabbed his foot and hopped, swearing a long string that I shall now censor for no good reason.

Shade: Mother CHIPMUNK! GOLLY GOSH DARN that hurt! I think you broke my TRUCKING toe! It was just a PUSSYFEATHER example! I wasn't really calling you that, for PINEAPPLES sake!

Terra: Heh…sorry. It's just they took both cheeks and I didn't have anything to hit.

Spider-man: …jeez, and I thought Castle had a foul mouth.

Cyborg: Who?

Spider-man: The Punisher.

Cyborg: …still have no idea.

Spider-man: Crazy guy who shoots criminals and drives a van full of weapons. Wears a big white skull on his chest.

Beast Boy: Dude, New York is weird.

Raven's eye twitched.

Raven: Beast Boy, the girl who had her father hold the city hostage so she could go to prom with Robin just mutated into a giant bug after using her SMELL to control you, Cyborg, and Robin. How is a psycho in a battle van more disturbing then that?

Robin: …aren't you going to go ch…

Raven disappeared. Robin trailed off, then shook his head.

Robin: Forget it. Let's get after Kitten before she destroys the city.

Terra tore a chunk of rock out and floated upward. She squinted and looked off in the direction Kitten had gone.

Terra: If she wants to destroy the city, she's heading the wrong way.

Robin: She went that way? Are you sure?

Terra: Robin, I can still see her. She's hard to miss, you know?

Robin: Alright, let's get after her! Titans, GO!

**Killer Moth's Lab**

It was beginning to look like he would never get his next plot finished. He was thinking when a loud buzzing got his attention. What got his attention more was when the roof was torn off by a huge misshapen insect. Though Kitten's mind was beyond rational thinking now, somewhere inside, she knew she had to come to this location. The small bug…it had done something. Something that made her angry. She should kill this small gray bug. She coughed and spat a large wad of greenish fluid. Flying up and out of the way, Killer Moth watched as his desk was slowly dissolved into nothing. It hit him. This was it! This was what he needed! If he could gain control of this creature, he could use it to… His thoughts were interrupted as one of its six legs smacked him aside. Before she could kill her father, Kitten found her thorax being caught in webbing and pulled back.

Shade: She's trying to kill her father. That figures.

Beast Boy: Dude, can you blame her? She's a freak!

Shade: (muttering) Says the green skinned boy.

Beast Boy: At least my breath doesn't smell like a broken down meat locker.

Shade: It does not!

Turning away, he checked his breath. He then made a mental note to acquire the magical items known as tic-tacs.

Robin: (whisper) Starfire…we're going to attack her to keep her distracted. You sneak around and grab her antennas. Don't pull on them, just squeeze them. It'll take away her sense of balance and leave her weakened.

Starfire: (whisper) Understood, Robin.

Robin: Titans, GO!

Given Kitten's size, there was little any of them could do that disturbed her in the least. Robin's explosives were just loud and annoying. Beast Boy's biggest transformations were still easily swatted aside by the beast, just like Cyborg. The sonic cannon really annoyed her, making her shriek shrilly. Spider-man shot web strands over her, trying to keep her grounded, but she snapped them with ease. Terra's rocks were dissolved with her acid spit wads. However, they did their job. Starfire got around behind her and grabbed both antennas. Kitten shrieked again and stumbled. The world was spinning. Nothing made sense anymore. She had to get out of there. Flapping her wings, she took off. Not sure what else to do, Starfire hung on.

Robin: STARFIRE! Let go!

By now Kitten was too far for Robin's voice to reach the alien's ears. Raven appeared next to her friends, back in costume.

Raven: Did I miss much?

Robin: Raven, go after Kitten and get Starfire off her before she crashes! With no sense of balance, Kitten's bound to go down!

Shade: I'll go too…

Raven: Too slow. I'm the fastest next to Starfire.

Raven took off as fast as she could go. Her hood blew back and her cloak would have blown off if she hadn't fastened it on nice and tight. Raven frowned. She could see Kitten, but she wasn't catching up very fast. In the back of her mind she remembered Beast Boy saying that dragonflies were one of the fastest flying insects on Earth, if not the fastest and those were definitely a dragonfly's wings on Kitten's back. …why did Beast Boy even tell her that? It wasn't important. All that mattered was saving Starfire. Meanwhile, Starfire was trying to think of a way to slow her ride down. Kitten was veering this way and that rapidly and it was starting to make Starfire very nauseated. Starfire tugged on the antenna. She had heard that you could get a horse to stop by tugging the reins. If that was the case, maybe if she tugged the antenna, Kitten would stop. If anything it made it worse. Kitten veered downward, heading right for the cliffs. Hitting the ground once, Kitten bounced and flew over the side of the cliff. Starfire was hit in the head by a tree branch and she flew off Kitten's head, ripping off one of the already damaged wings as she did so. Kitten crashed into the forest below. Starfire was falling rapidly when Raven grabbed her, panting. She lifted the alien up by her arms and started flying (much slower then before) back to the others. Groaning, Starfire opened an eye.

Starfire: ...Raven?

Raven: Yeah. I got you, Starfire. Don't worry.

Starfire: …did you get the registration number of that battle cruiser?

For the first time in a long while, Raven couldn't stop herself from laughing. She quickly stopped laughing when Starfire threw up on herself. Apparently the rapid motions Kitten had made (including several barrel rolls) made her sick. Raven sighed and pulled out her communicator, holding Starfire with one arm. Dizzy as she was, Starfire still had a good grip on her friend…in fact it was starting to hurt, but she would put up with it.

Robin: Raven? Is she okay?

Raven: She's fine…though I can't say the same for Kitten. She just crashed into a forest. I think she's dead.

Robin: At the point she was at, I'm pretty sure she had already died.

Raven: True. I'm taking Starfire home. She's a bit…messy after her ride.

Robin: Okay. We'll wrap things up here.

Raven flew off with her friend in tow.

**Kitten's House**

Sometimes Killer Moth wondered why he ever left Gotham City. He just woke up after dreaming about a giant bug attacking his house to find out it WASN'T a dream. His house was rubble and now he was bound up tight by the Titans. This was turning out to be one of those days. Beast Boy started poking at the ray gun thing he used on Kitten.

Beast Boy: What do you think this thingie does?

Terra: Uh…Gar? Touching the stuff back in the tower is a bad idea…I think touching the stuff in a bad guy's lair is more so…

Too late. Beast Boy touched. The ray shot Spider-man dead on. Strangely, his spider sense didn't respond to the beam at all.

Cyborg: Spider-man! You okay?!

Shade: You green half-wit! What the hell did you do?!

Beast Boy's ears drooped and he hung his head.

Beast Boy: I touched the thingie…

Robin: We told you not to touch the thingies…why am I talking like this…?

Spider-man: …actually…I think I'm okay.

Shade: …you sound a little funny.

Spider-man: I think that ray just reversed the de-aging process on me.

There was silence all around.

Terra: …that's…

Beast Boy: That's just stupid!

Shade: Seriously! What are the odds that a ray gun located in the bad guy's lair would reverse the problem that just so happened to be plaguing the target when we all KNOW he didn't invent it to reverse de-aging!?

Cyborg: I've read better plots in comic books!

Beast Boy glared at Cyborg.

Beast Boy: Dude…don't knock the comics.

Cyborg: Sorry.

**Titan Tower: T-ship Bay**

Spider-man was ready to head back to New York, courtesy of Cyborg and the T-ship. Nobody understood how the beam fixed him…and nobody ever would. It would probably later cause some huge problem in his life…but that's another story altogether. The others watched them go, waving their goodbyes. Shade turned to Raven.

Shade: So…you just dated him to upset me, right?

Raven: Of course.

Shade: You're wicked, you know that?

Raven: Again, of course.

Shade groaned and rubbed his temples.

Shade: You're doing this all wrong!

Raven tilted her head, confused by his words. She wasn't aware there was a standard setting for this situation.

Raven: And how, pray you tell, am I doing that?

Shade: This is the part were you explain your whole plan, apologize, and I for…

Raven: Stop right there. Apologize? For what? You're the jerk who upset me enough to make me do it.

Shade: And you don't think that going out with a guy for the sole purpose of pissing me off wasn't taking things a bit too far? You could have just yelled at me. Hell, I'd have liked it better if you beat me over the head with a 2x4! The thought that I screwed up so badly that you'd not only date somebody else, but not even have the decency to break up with me first…well, it's just too unpleasant to even think of.

Raven sighed. When put that way, it did sound rather bad. Sighing, she waved her hand dismissively.

Raven: Fine. I'm sorry for…whatever.

Shade: That's it? I…I…

Raven walked off, leaving Shade standing there. He sighed before following her.

Shade: That's the best I'm going to get from you, isn't it?

Raven: …of course.

The others watched them go before turning toward each other.

Robin: Anyone else have no idea what that was about?

They all raised their hands.

Robin: Thought so.

**Forest**

Kitten's lower half split open…and the human-looking Kitten fell out. She stood up, popping her neck, her eyes now yellow. Obviously her costume hadn't survived her transformation. The cold night air made no impression on her as she looked up at her molted skin hanging above her. On her back was a set of wings, smaller then the first time and they folded up perfectly, making them hard to see.

Kitten: …don't remember much…why doesn't that bother me? …and why am I talking to myself? Oh well. …I'm hungry.

Shrugging, Kitten bolted toward home, jumping into the trees.

**THE END**


End file.
